GROUND LEASE - RIDGE VIEW COMMONS II

With a copy to: Craig A. Emden, Esq. Bocarsly Emden Cowan Esmail & Arndt LLP 633 West Fifth Street, Suite 5880 Los Angeles, California 90071 Tel: (301) 634-0500; Fax: (213) 559-0747 Email: cemden(a-),bocarsly.com With a copy to: Silicon Valley Bank, a division of First -Citizens Bank & Trust Company 222 2nd Street, 17th Floor San Francisco, CA 94105 Attention: Community Development Finance Section 17.2 Interpretation. The terms of this Lease shall be construed in accordance with the meaning of the language used and shall not be construed for or against any Party by reason of the authorship of this Lease or any other rule of construction which might otherwise apply. The Section headings are for purposes of convenience only, and shall not be construed to limit or extend the meaning of this Lease. Section 17.3 Modifications; No Waiver. This Lease shall not be modified or amended in any respect, except by written instrument executed by the Parties. Any waiver by Lessor of any term or provision of this Agreement must be in writing. No waiver shall be implied from any delay or failure by Lessor to take action on any breach or default hereunder or to pursue any remedy allowed under this Agreement or applicable law. No failure or delay by Lessor at any time to require strict performance by Lessee of any provision of this Agreement or to exercise any election contained herein or any right, power or remedy hereunder shall be construed as a waiver of any other provision or any succeeding breach of the same or any other provision hereof or a relinquishment for the future of such election. Section 17.4 Governing LaNN ; Venue. This Lease, and the rights and obligations of the Parties hereunder, shall be governed by and construed in accordance with the substantive laws of the State of California without regard to conflict of law principles. Venue for any dispute hereunder shall be in Alameda County, California. Section 17.5 Binding Effect. This Lease shall inure to the benefit of and be binding upon the Parties hereto, their successors, administrators, executors and permitted assigns, subject to the limitations on Transfer set forth herein and in the Regulatory Agreement. Section 17.6 Severability. In the event any provision or portion of this Lease is held by any court of competent jurisdiction to be invalid or unenforceable, such holdings shall not affect the remainder hereof, and the remaining provisions shall continue in full force and effect to the same extent as would have been the case had such invalid or unenforceable provision or portion never been a part hereof, except to the extent the rights and obligations of the parties have been materially altered by such unenforceability. 37 4859-3312-3005v5